Board Determinations. In the event that any question or controversy shall arise with respect to the nature, scope or extent of any one or more rights conferred by the Option, or any provision of this Agreement, the good faith determination by the Board of the rights of the Optionee shall be conclusive, final and binding upon the Optionee and upon any other person who shall assert any right pursuant to this Option.
Board Determinations. The respective boards of directors of the Company and Parent have each determined that the Merger and the other transactions contemplated hereby are consistent with, and will further, their respective business strategies and goals, and are in the best interests of their respective shareholders and, therefore, have approved, this Agreement, the Merger and the other transactions contemplated hereby.
Board Determinations. In the event that any question or controversy shall arise with respect to the nature, scope or extent of any one or more rights conferred by this Agreement, the determination by the Board (or the Committee established by the Board to administer the Plan) of the rights of the Employee shall be conclusive, final and binding upon Employee and upon any other person who shall assert any right pursuant to this Agreement.
Board Determinations. To the extent that the foregoing adjustments relate to shares of Common Stock or other securities, such adjustments shall be made by the Board, whose determination in that respect shall be final, binding and conclusive; provided that if stock options granted under the Hybridon, Inc. Amended and Restated 1997 Stock Option Plan ("Plan") are adjusted in connection with one or more of the events described in this Section 9, the Option shall be adjusted in a manner that is not less favorable than adjustments to stock options granted under the Plan.
Board Determinations. All determinations, valuations and other matters of judgment required to be made for purposes of this Article V, including with respect to calculations of Profit Participation Amount, Ordinary Revenue and Ordinary Expenses and accounting procedures and tax matters not expressly provided for by the terms of this Agreement, or for determining the value of any type or form of proceeds, contribution or distributions hereunder shall be made by the Lazard Board. In the event an additional Member is admitted to the Company and contributes property to the Company, or an existing Member contributes additional property to the Company, pursuant to this Agreement, the value of such contributed property shall be the fair market value of such property as determined by the Lazard Board.
Board Determinations. To the extent not inconsistent with Company’s (or Flewber’s) certificate of incorporation, bylaws, and any applicable stockholders’ agreement, with regard to any determination, action, or decision not to act by the Board under this Agreement with respect to Executive, the Board (or Flewber Board) shall act by majority vote or by written consent of the majority of the members of the Board (or Flewber) thereof.
Board Determinations. After PSUs have been earned by Participant, the Board may accelerate the time-based payment triggers of all or a portion of such PSUs.
Board Determinations. In the event the Board of Directors of the Company exercises its obligation to determine the fair market value of the Common Stock in accordance with the terms of this Warrant, the Company shall provide to the holder hereof together with a copy of resolution setting forth the Board of Directors’ good faith determination of the fair market value of such Common Stock a certificate setting forth in reasonable detail the process by which the Board of Directors of the Company made its determination.
Board Determinations. The board of directors of the Company shall have approved all issuances of Shares at such Subsequent Closing and determined that the financing to be provided by the issuance and sale of Shares at such Subsequent Closing is necessary or desirable in connection with the funding of the business of the Company and its Subsidiaries.
Board Determinations. All determinations with respect to the STPB and LT Bonus, including without limitation, the amount, if any, that is payable to Executive for each fiscal year, will be made by the Compensation Committee and the Board, in good faith, and in compliance with the Agreement and Exhibit A and will be binding on the Executive and the Company.
